The plot follows the relationships between two sisters and two men in a mining town in post First World War England.[4] The two couples take markedly different directions. The film explores the nature of commitment and love.

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The film takes place in 1920, in the Midlands mining town of Beldover. Two sisters, Ursula and Gudrun Brangwen, discuss marriage on their way to the wedding of Laura Crich, daughter of the town's wealthy mine owner, Thomas Crich, to Tibby Lupton, a naval officer. At the village's church, each sister is fascinated by a particular member of the wedding party – Gudrun by Laura's brother, Gerald, and Ursula by Gerald's best friend, Rupert Birkin. Ursula is a school teacher and Rupert is a school inspector; she remembers his visit to her classroom, interrupting her botany lesson to discourse on the sexual nature of the catkin.

The four are later brought together at a house party at the estate of Hermione Roddice, a rich woman whose relationship with Rupert is falling apart. When Hermione devises, as entertainment for her guests, a dance in the "style of the Russian ballet", Rupert becomes impatient with her pretensions and tells the pianist to play some ragtime. This sets off spontaneous dancing among the whole group and angers Hermione. She leaves. When Birkin follows her into the next room, she smashes a glass paperweight against his head, and he staggers outside. He discards his clothes and wanders through the woods. Later, at the Criches' annual picnic, to which most of the town is invited, Ursula and Gudrun find a secluded spot, and Gudrun dances before some Highland cattle while Ursula sings "I'm Forever Blowing Bubbles". When Gerald and Rupert appear, Gerald calls Gudrun's behaviour "impossible and ridiculous", and then says he loves her. "That's one way of putting it", she replies. Ursula and Birkin wander away discussing death and love. They make love in the woods. The day ends in tragedy when Laura and Tibby drown while swimming in the lake.

During one of Gerald and Rupert's discussions, Rupert suggests Japanese-style wrestling. They strip and wrestle in the firelight. Rupert enjoys their closeness and says they should swear to love each other, but Gerald cannot understand Rupert's idea of wanting to have an emotional union with a man as well as an emotional and physical union with a woman. Ursula and Birkin decide to marry while Gudrun and Gerald continue to see each other. One evening, emotionally exhausted after his father's illness and death, Gerald sneaks into the Brangwen house to spend the night with Gudrun in her bed, then leaves at dawn.

Later, after Ursula and Birkin's marriage, Gerald suggests that the four of them go to the Alps for Christmas. At their inn in the Alps, Gudrun irritates Gerald with her interest in Loerke, a gay German sculptor. An artist herself, Gudrun is fascinated with Loerke's idea that brutality is necessary to create art. While Gerald grows increasingly jealous and angry, Gudrun only derides and ridicules him. Finally, he can endure it no longer. After attempting to strangle her, he trudges off into the snow to die. Rupert and Ursula and Gudrun return to their cottage in England where he grieves for his dead friend. As Ursula and Rupert discuss love, Ursula says there can't be two kinds of love. She asks, "Why should you?"

The plan for the film adaptation of Lawrence's novel came from Silvio Narizzano, who had directed the successful Georgy Girl (1966). He suggested the idea to Larry Kramer, who then bought the book's film rights. Narizzano, intended as director, had to leave the project after suffering a series of personal setbacks. He divorced his wife for a man who died soon after.

Kramer originally commissioned a screenplay from David Mercer. Mercer's adaptation differed too much from the original book and he was bought out of the project. Ultimately, Kramer himself wrote the script. After Narizzano's departure, Kramer considered a number of directors to take on the project, including Jack Clayton, Stanley Kubrick and Peter Brook, all of whom declined. Kramer's fourth choice was Ken Russell, who had previously directed only two films and was better known then for his biographical projects about artists for the BBC. Ken Russell committed to the project and made important[how?] contributions to the script.

Alan Bates, who had the leading male role in Georgy Girl, was interested from the start in the role of Birkin, D.H. Lawrence's alter ego. Bates sported a beard, giving him a physical resemblance to D.H. Lawrence.

Kramer wanted Edward Fox for the role of Gerald. Fox fitted Lawrence's description of the character ("blond, glacial and Nordic"), but United Artists, the studio financing the production, imposed Oliver Reed, a more bankable star, as Gerald even though he was not physically like Lawrence's description of the character.

Kramer was adamant to give the role of Gudrun to Glenda Jackson. She was, then, well recognised in theatrical circles. As a member of the Royal Shakespeare Company she had gained a great deal of attention as Charlotte Corday in Marat/Sade. United Artists was unconvinced, considering her not conventionally beautiful enough for the role of Gudrun, who drives Gerald to suicide. Later on, United Artists' executives accepted Jackson as the right person for Gudrun's role, as Jackson had the spontaneous and mercurial personality necessary for the part.[citation needed]

The last of the four main roles to be cast was that of Ursula. Both Vanessa Redgrave and Faye Dunaway declined to take the role, finding it the less interesting of the two sisters and that they would be easily eclipsed by Glenda Jackson's acting skills.[citation needed] It was by accident that Russell and Kramer came upon a screen test that Jennie Linden had made opposite Peter O'Toole for The Lion in Winter, for a part she failed to gain. Kramer and Russell visited her, offering her the role. Linden had recently given birth to her only son and was not eager to take the role but was ultimately persuaded.

The composer Michael Garrett who also contributed to the score can be seen playing the piano in one scene.

Released in Britain in 1969 and the US in 1970, the film was applauded as a good rendering of D.H. Lawrence's once controversial novel about love, sex and the upper class in England. During the making of the film, Russell had to work on conveying sex and the sensual nature of Lawrence's book. Many of the stars came to understand this was to be a complex piece.[citation needed] No one worked as hard as Oliver Reed, who would do a nude wrestling scene with Alan Bates. He went as far as to persuade (and both literally and physically twist the arm of) director Russell to film the scene. Russell conceded and shot the controversial scene, which suggested the homoerotic undertones of Gerald and Rupert's friendship. The wrestling scene caused the film to be banned altogether in Turkey. Considered the best of Russell's films, it led him to adapt Lawrence's preceding novel The Rainbow (1989), followed by the 1993 BBC TV miniseries Lady Chatterley.

The film was one of the eight most popular films at the British box office in 1970.[6]